REG - Norcros PLC - Interim Results
09/11/2022 07:01
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RNS Number : 7422F Norcros PLC 09 November 2022
9 November 2022
Norcros plc
Results for the six months ended 30 September 2022
'Resilient performance reflecting strength of business model.'
Norcros, a market leading supplier of high quality and innovative bathroom and
kitchen products, today announces its results for the six months ended 30
September 2022.
Financial Summary
Six months ended Six months ended Six months ended % change 2022 Vs. 2021 % change 2022 Vs. 2019(2)
30 September 2022 30 September 2021 30 September 2019
26 Weeks 26 Weeks 27 Weeks(2)
Revenue £219.9m £200.9m £181.2m 9.5% 21.4%
Revenue - constant currency like for like(3) 1.1% 19.8%
Underlying operating profit(1) £22.0m £22.0m £17.4m - 26.4%
Underlying profit before taxation(1) £19.9m £20.9m £15.6m (4.8%) 27.6%
Diluted underlying EPS(1&4) 17.8p 20.0p 15.1p (11.0%) 17.9%
Operating profit £16.1m £19.2m £14.3m (16.1%) 12.6%
Underlying net (debt)/cash(1) (£58.9m) £1.0m (£41.1m)
Interim dividend per share 3.4p 3.1p 3.1p
(1) Definitions and reconciliations of alternative performance measures are
provided in note 3
(2) 2019 period data presented to provide a more meaningful pre-COVID-19
baseline for performance comparisons
(3) LFL (like for like) excludes Grant Westfield acquired 31 May 2022 and
adjusts 2019 revenue from a 27 to a 26 week basis
(4) Reflects the increase in share capital to part fund the Grant Westfield
acquisition
Highlights
· Resilient performance with record first half revenue. An increase
compared to the pre-pandemic 2019 comparative period of 19.8% on a constant
currency like for like(3) basis; above the prior year by 9.5% on a reported
basis and 1.1% on a constant currency like for like basis(3)
· The Group benefited from its geographical spread, market share gains
and trade channel resilience, offset by softer retail demand and customer
destocking
· Underlying operating profit increased by 26.4% against 2019 to a
record equalling £22.0m, in line with the record result in 2021
· Grant Westfield acquisition completed and seamlessly integrated in
the period
· Strong financial position - low leverage and £130m of committed
banking facilities maturing October 2025; significant liquidity and funding
headroom
· Interim dividend of 3.4p per share, reflecting the Board's confidence
in the Group's prospects
Nick Kelsall, Chief Executive Officer, commented:
"We have again delivered a resilient first half performance against a
challenging macroeconomic backdrop. Whilst activity levels normalised
following the exceptional post pandemic demand in 2021, the Board remains
confident that the Group's successful strategy, proven business model, leading
brands, excellent service proposition and its commitment to new product
introductions will continue to offer strong differentiation and deliver
further progress in line with the Board's expectations for the year to 31
March 2023."
There will be a presentation today at 9.30 am for analysts via a conference
call. The supporting slides will be available on the Norcros website
at http://www.norcros.com (http://www.norcros.com/) later in the day.
Enquiries
Norcros plc Tel: 01625 547700
Nick Kelsall, Chief Executive Officer
James Eyre, Chief Financial Officer
Hudson Sandler Tel: 0207 796 4133
Nick Lyon
Sophie Miles
Notes to Editors
Norcros is a market leading supplier of high quality and innovative bathroom
and kitchen products with operations primarily in the UK and South Africa.
· Based in the UK, Norcros operates under eight brands:
· Triton - Market leader in the manufacture and marketing of
showers in the UK
· Merlyn - The UK and Ireland's No.1 supplier of shower enclosures
and trays to the residential, commercial and hospitality sectors
· Multipanel - Grant Westfield is a leading manufacturer of
high-end waterproof bathroom wall panels
· Vado - A leading manufacturer and supplier of taps, mixer
showers, bathroom accessories and valves
· Croydex - A market leading, innovative designer, manufacturer and
distributor of high quality bathroom furnishings and accessories
· Abode - A leading niche designer and distributor of high quality
kitchen & hot water taps, bathroom taps, and kitchen sinks
· Johnson Tiles - The leading manufacturer and supplier of
ceramic tiles in the UK
· Norcros Adhesives - Manufacturer of tile and stone adhesives,
grouts and related products
· Based in South Africa, Norcros operates under four brands:
· Tile Africa - Chain of retail stores focused on ceramic and
porcelain tiles, and associated products such as sanitaryware, showers and
adhesives
· Johnson Tiles South Africa - Manufacturer of ceramic and
porcelain tiles
· TAL - The leading manufacturer of ceramic and building adhesives
· House of Plumbing - Market leading supplier of specialist
plumbing materials
· Norcros is headquartered in Wilmslow, Cheshire and employs around
2,400 people. The Company is listed on the London Stock Exchange. For further
information please visit the Company website: http://www.norcros.com
(http://www.norcros.com)
Overview of Results
The Board is pleased to record a resilient performance for the six months
ended 30 September 2022, once again reflecting the strength of the Group's
strategy, its focussed business model, geographical spread, market leading
brands, broad distribution channels, well-developed supply chain
infrastructure and financial strength.
Our UK business performed well with revenue of £142.8m (2021: £130.8m, 2019:
£115.6m), 9.2% above the prior year, and 13.5% above 2019 on a like for like
basis. Domestic market revenue was 12.9% above the prior year and 16.3% ahead
of 2019 on a like for like basis. Merlyn and Triton delivered a marked
increase in revenue relative to 2019, benefitting from their leading market
positions, stock availability and superior service. Grant Westfield has now
been seamlessly integrated into the Group and contributed revenue of £16.5m
in the four months following acquisition.
Our South African business continued to make strong progress with revenue of
£77.1m (2021: £70.1m, 2019: £65.6m), 10.0% above prior year on a reported
basis and 31.8% above 2019 on a constant currency like for like basis. The
business continued to benefit from its strong competitive and financial
position leading to further market share gains in the period.
We achieved a record level of underlying operating profit of £22.0m for the
period (2021: £22.0m, 2019: £17.4m), equal to the record result in the prior
year.
Results
Group revenue for the 26-week first half was £219.9m (2021: £200.9m, 2019:
£181.2m) (2021: 26 weeks, 2019: 27 weeks), a 9.5% increase on the prior year
on a reported basis. It was 1.1% above prior year on a constant currency like
for like basis and a 19.8% increase on a 2019 constant currency like for like
basis adjusting from a 27 week to a 26-week period. The performance reflected
the strength of our customer proposition over the period and the benefits of
our geographical exposure and breadth of distribution channels.
Underlying operating profit was £22.0m (2021: £22.0m, 2019: £17.4m)
reflecting the increased revenue in the period and the recovery of increased
input costs, principally through the management of selling prices. The
underlying operating profit margin was 10.0% (2021: 11.0%, 2019: 9.6%).
Operating profit was £16.1m (2021: £19.2m, 2019: £14.3m) after deducting
acquisition related costs of £4.9m (2021: £1.9m, 2019: £2.2m). Acquisition
related costs represent amortisation of acquired intangibles of £2.8m (2021:
£1.9m, 2019: £1.9m) which has increased as a result of the acquisition of
Grant Westfield, acquisition related advisory fees of £1.5m (2021: nil, 2019:
nil) and deferred remuneration of £0.3m (2021: nil, 2019: £0.3m). IFRS 19R
administration expenses were £1.0m (2021: £0.9m, 2019: £0.9m) in the
period.
Underlying profit before taxation was £19.9m (2021: £20.9m, 2019: £15.6m)
reflecting the increase in bank interest costs to £1.2m (2021: £0.3m, 2019:
£0.9m) due to an increase in bank borrowings in the period and higher bank
base rates. IFRS 16 interest costs in the period on lease liabilities were
£0.9m (2021: £0.8m, 2019: £0.9m). The application of IFRS 16 had a nil
impact on underlying profit before taxation (2021: reduction of £0.1m, 2019:
reduction of £0.6m).
Profit before taxation was £14.0m (2021: £17.7m, 2019: £13.3m). During the
period there were no exceptional costs (2021: nil, 2019: nil).
Diluted underlying earnings per share were 17.8p (2021: 20.0p, 2019: 15.1p),
reflecting the reduction in underlying profit before taxation and the
increased share capital following the £18.1m (8.1m shares) equity placing to
part fund the Grant Westfield acquisition.
The Group generated an underlying operating cash inflow of £16.1m (2021:
£8.0m, 2019: £20.0m) post a working capital outflow of £11.0m (2021:
£19.3m outflow, 2019: £3.1m outflow), reflecting investment into inventory
and the revenue growth in the period. Capital expenditure was £3.3m in the
first half (2021: £2.5m, 2019: £3.1m), reflecting our commitment to
investing in our overall proposition and a return to pre-pandemic levels.
Financial Position
Group net debt (pre-IFRS 16) was £58.9m at the half year (31 March 2022:
£8.6m net cash) following the acquisition of Grant Westfield in May 2022.
Inclusive of IFRS 16 lease liabilities, net debt was £84.3m (31 March 2022:
£15.4m). IFRS 16 has no impact on cash flow nor on the Group's existing bank
covenants. The Group continues to be in a strong financial position with
significant headroom within its committed £130m RCF financing facility
maturing October 2025.
Pension Scheme
The gross surplus relating to our UK defined benefit pension scheme as
calculated under IAS 19R has decreased from £19.6m at 31 March 2022 to
£8.2m. This decrease in the surplus is primarily due to an increase in the
discount rate to 5.25% (31 March 2022: 2.75%), offset by a reduced value of
assets. Notwithstanding the recent volatility in financial markets, and in
particular the movement in gilt yields, the Group's UK defined benefit pension
scheme obligations continue to be well managed.
Dividend
The Board is declaring an interim dividend of 3.4p per share reflecting the
strong first half performance and its confidence in the Group's prospects. The
dividend is payable on 10 January 2023 to shareholders on the register on 25
November 2022. The shares will be quoted ex-dividend on 24 November 2022.
Environment, social and governance
The Board is committed to high standards of corporate responsibility, employee
engagement and sustainability. We continue to prioritise a number of
activities that look to reduce the Group's impact on the environment and
support the communities in which we operate, and we strive to provide our
employees with a safe and positive working environment. During the first half
of the year we have completed our first annual ESG report and TCFD disclosures
and established an ESG Forum of key sustainability leaders across our business
to work on our ESG strategy. We have started work on our Net Zero Transition
Plan which will include setting baselines and targets for our Scope 1, 2 and 3
carbon footprint. We have been working across the business on our wider ESG
framework which will develop the KPIs and management information we will use
to drive our ESG strategy. We continue to deliver our "Project Yes" (Youth
Employment Service) initiative in South Africa to provide work experience for
unemployed young people. Within the Group, Triton and Croydex have achieved
accreditation with Carbon Trust, Croydex have become the latest of our
businesses to achieve ISO14001 in July 2022 and Triton won the Screwfix
Sustainable 2022 Award for Product of the Year.
Operating Review
UK
Our UK businesses achieved first half revenue of £142.8m (2021: £130.8m,
2019: £115.6m), representing growth of 13.5% against 2019 on a like for like
basis reflecting the growth in RMI activity over that period, market share
gains and selling price increases to recover higher input costs.
Against the strong prior year, total revenue was 3.4% lower on a like for like
basis with domestic market revenue 0.9% lower. Trade sector revenue proved
particularly resilient, offsetting the combination of softer retail demand and
destocking in some of our larger retail customers. Export revenue was
significantly lower reflecting softer demand in many of our export markets.
Grant Westfield grew revenue on a like for like basis and contributed revenue
of £16.5m in the four months following acquisition.
Underlying operating profit for the first half was £16.3m (2021: £17.0m,
2019: £12.5m), the improvement on 2019 largely reflecting the contribution of
Grant Westfield and the operational leverage resulting from the significant
growth in revenue. The reduction in profit compared to prior year is largely
due to the normalisation of retail channel activity levels following the
exceptional pandemic related peaks in 2021, partly offset by the contribution
of Grant Westfield. Operating cash conversion was ahead of the prior year but
below 2019 reflecting the investment into inventory to support service levels.
Triton
Triton, the UK's market leader in showers, recorded revenue for the first half
of £30.0m (2021: £30.9m, 2019: £24.5m), 2.9% below the prior year but 27.7%
up against 2019 on a like for like basis. The business grew its overall market
share, particularly in the trade sector but was impacted by a normalisation of
demand across the retail channel. Triton continued to secure market share
gains, driven by excellent customer service and market leading products.
Retail sector revenue in the first half was up 38.4% on 2019 on a like for
like basis, benefitting from a significant uplift in demand for DIY, home
renovation and maintenance projects over the last three years. Destocking from
some of the larger retail customers and softer retail demand resulted in a
year on year reduction of 8.7% against the strong prior year comparator.
Trade sector revenue in the first half was 28.0% higher than 2019 on a like
for like basis (up 14.3% on prior year) with the business continuing to
particularly benefit from the return of contract, social housing and local
authority business.
As in the UK retail channel, export market revenue also performed strongly
versus 2019 through the first half and was 10.6% higher on a like for like
basis, albeit this was 17.5% below prior year, impacted by the destocking by
some export customers and a general retail slowdown.
During the first half of the year Triton introduced a number of new products,
including the new DuElec Shower which gives overhead and/or hand shower
options, and won the inaugural Screwfix sustainability award for its Enrich
electric shower range. Triton also launched its "Every Drop Makes A
Difference" campaign which raises awareness about the efficiency of electric
showers. This included a Good Morning Britain advertisement that reached
almost 21 million consumers.
Triton delivered a strong underlying operating profit performance ahead of
2019, albeit behind prior year.
Merlyn
Merlyn, the UK and Ireland's No. 1 supplier of shower enclosures and trays to
the residential, commercial and hospitality sectors, continued to perform
strongly during the first half recording revenue of £28.5m (2021: £29.1m,
2019: £21.9m), 2.1% below prior year but a 35.1% increase on 2019 on a like
for like basis. Merlyn benefitted from strong trade revenue growth with the
national merchant and housebuilder channels remaining resilient.
Retail revenue in the first half was 14.4% higher than 2019 on a like for like
basis reflecting a buoyant RMI market and market share gains driven by
Merlyn's quality service offering, stock availability and customer centric
service. Against the prior year, retail sector revenue was 5.2% lower
reflecting the softer retail market.
Trade revenue in the first half was 75.0% higher than 2019 on a like for like
basis, mainly reflecting strong growth within the national merchant and small
format segments, particularly with Screwfix and Wickes. Merlyn also secured
specifications with Vistry, St Modwen and Anwyl and also new business with
large regional housebuilders such as Larkfleet and Penny Farthing Homes.
Against the prior year, trade sector revenue remained strong and grew by 8.1%.
Export revenue in the first half increased by 4.2% on 2019 on a like for like
basis reflecting growth in Ireland and France, albeit revenue was 26.5% lower
than the prior year reflecting a normalisation of activity levels in these
markets
NPD remains a key focus with the well-received launch of the Sleek modern
shower enclosure range in Ireland with the UK launch planned for January 2023.
Merlyn delivered a strong underlying operating profit in line with 2019 albeit
behind the prior year due principally to the normalisation of demand in its
retail and export segments.
Grant Westfield
Grant Westfield, a market leading manufacturer of high-end waterproof bathroom
wall panels, recorded revenue for the four months post acquisition in line
with expectations at £16.5m growing revenue on a stand-alone year on year
basis. The business has been seamlessly integrated and is trading strongly.
The majority of Grant Westfield's revenue is through the trade channel with a
small level of export revenue. Sales through national merchants such as Travis
Perkins and City Plumbing were strong, supported by the UK contracts business.
Since acquisition, Grant Westfield has launched the Multipanel Tile
collection, a grout free alternative to ceramic tiles. This product is the
only one of its kind made in Britain and further differentiates the premium
brand for product innovation and quality.
We remain confident that we can realise significant new business wins on the
back of the strength of the new product introductions and also leveraging off
the broader Norcros Group distribution channels.
Grant Westfield delivered an underlying operating profit performance in line
with expectations.
Vado
Vado, our leading manufacturer of taps, mixer showers, bathroom accessories
and valves, recorded first half revenue of £19.8m (2021: £22.4m, 2019:
£21.1m), 11.6% below the prior year and marginally down on 2019 on a like for
like basis.
Retail sector revenue in the first half was 6.3% lower than 2019 on a like for
like basis (16.9% lower than prior year), driven by softer market conditions
in the period.
Trade sector revenue in the first half was 2.2% lower than 2019 on a like for
like basis. The reduced availability of some key building materials delayed
some projects, which in turn impacted our contract completions in the first
quarter of the year but this improved towards the end of the first half.
Notwithstanding, Vado has retained all its key customers and has secured new
specifications such as The Cocoa Works in York and the new apartments at
Silverstone to be completed in the second half. Trade revenue was in line with
the prior year.
Export revenue in the first half increased by 2.8% on 2019 on a like for like
basis benefitting from increased sales in Europe. Export revenue was 22.9%
below prior year, largely reflecting lower activity levels in the Middle East.
Investment in NPD has continued with the successful launch of the Arrondi
range in the period, designed in collaboration with Conran and Partners, which
has been well received across the market.
Vado contributed an underlying operating profit below 2019 levels and prior
year due largely to lower revenue in the retail sector.
Croydex
Croydex, our market leading, innovative designer, manufacturer and distributor
of high-quality bathroom furnishings and accessories, recorded first half
revenue of £11.8m (2021: £14.2m, 2019: £11.7m), 16.9% below the prior year
but 4.4% up on 2019 on a like for like basis.
Retail sector revenue in the first half was 18.0% lower than 2019 on a like
for like basis and 36.9% lower than the prior year. Retail revenue was
particularly impacted by softer market conditions and some customer
destocking.
Trade sector revenue grew strongly in the first half, 29.5% higher than 2019
on a like for like basis and also 5.6% ahead of prior year mainly reflecting
good growth in Screwfix and national and independent merchants.
Export revenue in the first half increased by 11.8% on 2019 on a like for like
basis, mainly driven by the introduction of new cabinets (including black
storage options) and shower rods for the key export markets. Against the prior
year, export revenue was 9.5% lower driven by reduced demand from the USA.
NPD continued with a number of new products launched in the first half
including further patented solutions within the shower rod, toilet seat and
medicine cabinet categories. Croydex also achieved ISO14001 (Environment) in
the period and is reviewing options to further reduce packaging waste in the
supply chain.
Croydex contributed an underlying operating profit performance marginally
below 2019 levels and behind the prior year.
Abode
Abode, our leading designer and distributor of high quality kitchen and hot
water taps, bathroom taps and kitchen sinks, recorded revenue of £9.9m for
the first half (2021: £9.3m, 2019: £8.6m), 6.5% ahead of the prior year and
19.3% up on 2019 on a like for like basis.
The business continued to benefit from its strong market positions with key
customers and invested in new design studio display space, focused on the
trade channel, in London and Manchester. The brand is also promoted on the NBS
online platform for architects and the wider construction industry, showcasing
the Abode range of products including the Pronteau hot water tap.
The business celebrated its twentieth anniversary in the period and also
launched further initiatives and NPD focused on sustainability. Abode
introduced a scheme for recycling used water filters, the Swich water filter
in natural wood and the Naturale filter tap.
Abode's underlying operating profit was ahead of 2019 and prior year.
Johnson Tiles
Johnson Tiles, our UK leading ceramic tile manufacturer and market leading
supplier of both own manufactured and imported tiles, recorded first half
revenue of £19.0m (2021: £17.6m, 2019: £21.5m), 8.0% ahead of the prior
year but 8.2% lower than 2019 on a like for like basis. Input cost rises,
particularly energy, have been successfully managed through a series of
selling price increases.
Retail sector revenue in the first half was 15.0% lower than 2019 on like for
like basis reflecting the planned exit of lower margin ranges in the prior
year. Despite challenging market conditions and destocking in some larger
retail customers, retail sector revenue was 6.2% higher than the prior year
benefitting from the selling price increases and good stock availability.
Trade sector revenue in the first half was 1.8% higher than 2019 on a like for
like basis and 12% ahead of prior year. Johnson Tiles' strong relationships in
the national housebuilding sector were maintained, supplying Barratt David
Wilson, Persimmon, Redrow, Countryside, Lovell and L&Q. The business also
supplied a number of major contracts in the first half including the Capital
Quarter and Fitzalan High School in Cardiff, Yo Sushi and Albert Schloss in
Liverpool, Halesowen Leisure Centre and the living quarters at two RAF
stations.
Export revenue in the first half was 41.2% lower than 2019 on a like for like
basis and 16.7% lower than prior year. This follows a decision to withdraw
from low margin business in the Middle East.
During the period Johnson Tiles continued to develop its product offering by
launching 22 new ranges. To further differentiate the business, Johnson Tiles
also achieved Gold status at the Supply Chain Sustainability School,
introduced Environmental Product Declaration certificates for all products
manufactured in the UK and became the first tile factory in the world to
achieve BES6001 (Responsible Sourcing in Construction).
Johnson Tile's underlying operating profit was marginally behind 2019 and the
prior year.
Norcros Adhesives
Norcros Adhesives, our UK manufacturer and supplier of tile and stone
adhesives and ancillary products, recorded first half revenue of £7.3m (2021:
£7.3m, 2019: £6.3m), in line with the prior year and 19.7% higher than 2019
on a like for like basis.
Retail sector revenue in the first half was 72.4% higher than 2019 on a like
for like basis driven by the growth of product lines into larger DIY
customers. Against the prior year, retail sector revenue was 5.7% lower
reflecting the softer retail market.
Trade sector revenue in the first half was in line with 2019 on a like for
like basis. Against the prior year, trade sector revenue was 15.0% higher as
larger private and public commercial specification projects slowly recover.
During the period Norcros Adhesives renewed its ISO9001 (Quality) and ISO14001
(Environment) accreditations.
The business has experienced frequent and significant increases in raw
material costs which have been matched by a series of selling price increases
although there has been a lag in implementing these and consequently in margin
recovery.
As a result, Norcros Adhesives made an underlying operating loss in the period
compared to a loss in 2019 and a small profit in the prior year. Management is
determined to get the business back into profit and have implemented a
programme of measures which should improve the second half performance.
South
Africa
Our South African business achieved first half revenue of £77.1m (2021:
£70.1m, 2019: £65.6m), representing growth of 9.7% on a constant currency
basis compared to the strong prior year comparator. The business benefited
from continued market share gains despite a backdrop of reduced consumer
confidence due to the rising cost of living expenses. Against the pre-pandemic
comparator of 2019, revenue was 31.8% higher on a like for like constant
currency basis with Tile Africa in particular continuing to take market share
by capitalising on its superior offering and customer service.
Underlying operating profit was £5.7m (2021: £5.0m, 2019: £4.9m) in the
period, an increase on both the strong prior year and the pre-pandemic 2019
levels. Operating cash conversion was below the prior year and 2019
comparators reflecting the investment in working capital to support business
growth.
Johnson Tiles South Africa
Johnson Tiles South Africa, our tile manufacturing business, delivered first
half revenue of £9.4m (2021: £8.2m, 2019: £8.3m), 13.3% higher than the
prior year on a constant currency basis and 27.0% higher than 2019 on a
constant currency like for like basis. The business delivered growth from
2019, particularly driven by robust RMI demand. First half revenue remained
resilient due to a resilient housebuilding segment partly offset by softer
retail and export markets.
Our products were specified in several developments across the country
including Central Development Properties and Balwin Properties in
Johannesburg, Cape Town and Durban.
Johnson Tiles South Africa's underlying operating profit was ahead of prior
year, albeit below 2019.
TAL
TAL, our market leading adhesives business recorded revenue of £11.6m (2021:
£11.3m, 2019: £12.6m) 2.7% higher than the prior year on a constant currency
basis and 3.6% higher than 2019 on a constant currency like for like basis.
This performance reflects the slower recovery of the commercial new build
project segment of the market which has lagged the recovery in RMI. In
addition, there is considerable competitor activity to win market share.
Notwithstanding market conditions, TAL remains the leading supplier of tile
adhesive and construction products with the business continuing to invest in
technical expertise, customer service and new product development. Projects in
the period include the William Moffett Shopping Centre in Cape Town and
Shoprite stores in Cape Town and KwaZulu-Natal and luxury student
accommodation at Lover's Walk and the Sitari Residential Apartments. The
"Sureproof" and "Superflex" shower offerings released in the prior year have
performed strongly in the period.
TAL's underlying operating profit was below prior year and 2019.
Tile Africa
Tile Africa, our leading retailer of wall and floor tiles, adhesives, showers,
sanitaryware and bathroom fittings, recorded first half revenue of £39.5m
(2021: £37.8m, 2019: £31.7m), 4.2% higher than the prior year on a constant
currency basis and 39.6% higher than 2019 on a constant currency like for like
basis. Further improved operating disciplines and superior stock availability
have led to both retail and commercial sector market share gains. Tile Africa
also responded quickly to assist with repair projects in KwaZulu-Natal
following the destructive floods in April of this year.
The first half has benefited from the success of the exclusive upmarket Nuvo
bathroom range launched last year, which has been recently expanded to include
a complementary bathroom furniture offer. The successful Vitra range of
bathroom furniture has also been refined and enhanced. The commercial sector
recovery remains slow but projects in the period include Fairview and
Dimensdal Wines, Alexander Forbes and Madokero Mall.
Tile Africa currently operates from 33 owned stores and two franchise stores.
Capital investment has been maintained, with the ongoing rollout of the
bathroom store-within-a-store concept and bespoke alternative floorcoverings
departments, which have been successful in the flagship Greenstone store and
Ballito stores. The upgrade of the market leading retail store in Mbombela
(formerly Nelspruit) was also completed in the period.
Tile Africa's underlying operating profit was ahead of prior year and
significantly ahead of 2019.
House of Plumbing
House of Plumbing, our market leading supplier of specialist plumbing
materials into the commercial segment, recorded first half revenue of £16.6m
(2021: £12.8m, 2019: £13.0m), 29.7% higher than the prior year on a constant
currency basis and 43.1% higher than 2019 on a constant currency like for like
basis.
Despite the slow recovery in the commercial segment, House of Plumbing has
utilised its increased national footprint to deliver revenue growth. House of
Plumbing now operates out of eight branches with a focus on providing expert
technical plumbing advice to the civil engineering, mining and agriculture
segments in addition to the traditional plumbing offering.
House of Plumbing's underlying operating profit was below 2019 and marginally
behind the prior year reflecting the sluggish commercial sector and the
investment in new branches in the period.
Summary and outlook
Our resilient performance in the first half continues to reflect the benefits
of the Group's strategy, its focussed business model, geographical spread,
broad distribution channels, market leading brands, well-developed supply
chain infrastructure and financial strength.
Notwithstanding the ongoing macroeconomic uncertainties and current market
conditions, the Board remains confident that the Group will continue to make
further progress and perform in line with the Board's expectations for the
year to 31 March 2023.
Nick
Kelsall
James Eyre
Chief Executive
Officer
Chief Financial Officer
9 November
2022
9 November 2022
Condensed consolidated income statement
Six months to 30 September 2022
Notes 6 months to 6 months to Year ended
30 September 30 September 31 March
2022 2021 2022
(unaudited) (unaudited) (audited)
£m £m £m
Revenue 219.9 200.9 396.3
Underlying operating profit 22.0 22.0 41.8
IAS 19R administrative expenses (1.0) (0.9) (1.7)
Acquisition related costs 4 (4.9) (1.9) (4.8)
Exceptional operating items 4 - - 0.9
Operating profit 16.1 19.2 36.2
Finance costs 7 (2.3) (1.3) (2.8)
IAS 19R finance income/(cost) 0.2 (0.2) (0.4)
Profit before taxation 14.0 17.7 33.0
Taxation 6 (3.0) (4.4) (7.3)
Profit for the period from continuing operations 11.0 13.3 25.7
Earnings per share attributable to equity holders of the Company
Basic earnings per share:
From profit for the period 5 12.6p 16.4p 31.8p
Diluted earnings per share:
From profit for the period 5 12.4p 16.1p 31.2p
Weighted average number of shares for basic earnings per share (millions) 5 87.1 80.9 80.9
Alternative performance measures
Underlying profit before taxation (£m) 3 19.9 20.9 39.3
Underlying earnings (£m) 3 15.8 16.5 31.5
Basic underlying earnings per share 5 18.1p 20.4p 38.9p
Diluted underlying earnings per share 5 17.8p 20.0p 38.2p
Condensed consolidated statement of comprehensive income
Six months to 30 September 2021
6 months to 6 months to Year ended
30 September 30 September 31 March
2022 2021 2022
(unaudited) (unaudited) (audited)
£m £m £m
Profit for the period 11.0 13.3 25.7
Other comprehensive income and expense:
Items that will not subsequently be reclassified to the Income Statement
Actuarial (losses)/gains on retirement benefit obligations (9.4) 9.4 27.5
Items that may be subsequently reclassified to the Income Statement
Cash flow hedges - fair value gain in year net of taxation 2.8 2.1 3.0
Foreign currency translation adjustments (2.4) - 3.6
Other comprehensive (expense)/income for the period (9.0) 11.5 34.1
Total comprehensive income for the period attributable to equity holders of 2.0 24.8 59.8
the Company
Items in the statement are disclosed net of tax.
Condensed consolidated balance sheet
At 30 September 2022
Notes At At At
30 September 30 September 31 March
2022 2021 2022
(unaudited) (unaudited) (audited)
£m £m £m
Non-current assets
Goodwill 108.1 60.8 61.2
Intangible assets 68.0 30.9 29.1
Property, plant and equipment 30.3 27.6 29.0
Pension scheme asset 12 8.2 - 19.6
Right of use assets 21.4 19.4 19.9
236.0 138.7 158.8
Current assets
Inventories 112.7 94.6 100.6
Trade and other receivables 80.0 73.6 71.1
Derivative financial instruments 5.3 0.8 1.6
Cash and cash equivalents 8 31.1 26.8 27.4
229.1 195.8 200.7
Current liabilities
Trade and other payables (114.0) (102.0) (102.4)
Lease liabilities (5.7) (5.4) (5.7)
Current tax liabilities (1.9) (2.8) (2.7)
(121.6) (110.2) (110.8)
Net current assets 107.5 85.6 89.9
Total assets less current liabilities 343.5 224.3 248.7
Non-current liabilities
Financial liabilities - borrowings 8 (90.0) (25.8) (18.8)
Pension scheme liability 12 - (6.1) -
Lease liabilities (19.7) (18.3) (18.3)
Deferred tax liabilities 6 (17.3) (3.0) (9.4)
Other non-current liabilities (0.5) (0.3) (0.3)
Provisions (1.5) (3.5) (1.6)
(129.0) (57.0) (48.4)
Net assets 214.5 167.3 200.3
Financed by:
Share capital 9 8.9 8.1 8.1
Share premium 47.6 30.2 30.3
Retained earnings and other reserves 158.0 129.0 161.9
Total equity 214.5 167.3 200.3
Condensed consolidated statement of cash flow
Six months to 30 September 2022
Notes 6 months to 6 months to Year ended
30 September 30 September 31 March
2022 2021 2022
(unaudited) (unaudited) (audited)
£m £m £m
Cash generated from operations 10 11.6 6.0 23.6
Income taxes paid (4.3) (2.9) (6.5)
Interest paid (2.1) (1.1) (2.5)
Net cash generated from operating activities 5.2 2.0 14.6
Cash flows from investing activities
Purchase of property, plant and equipment and intangible assets (3.3) (2.5) (5.4)
Acquisition of subsidiary - cash paid (net of cash acquired) 13 (78.3) - -
Net cash used in investing activities (81.6) (2.5) (5.4)
Cash flows from financing activities
Net proceeds from issue of ordinary share capital 18.1 - 0.1
Principal element of lease payments (2.4) (2.4) (4.7)
Drawdown of borrowings 71.0 8.0 2.0
Dividends paid to the Company's shareholders (6.1) (6.6) (9.1)
Net cash used in financing activities 80.6 (1.0) (11.7)
Net increase/(decrease) in cash at bank and in hand and bank overdrafts 4.2 (1.5) (2.5)
Cash at bank and in hand and bank overdrafts at beginning of the period 27.4 28.3 28.3
Exchange movements on cash and bank overdrafts (0.5) - 1.6
Cash and cash equivalents net of overdrafts at end of the period 31.1 26.8 27.4
Alternative performance measures
Underlying operating cash flow 3 16.1 8.0 28.6
Condensed consolidated statements of changes in equity
Six months to 30 September 2022 (unaudited)
Ordinary Share Hedging Reserve Translation Retained Total
share premium Treasury £m reserve earnings £m
capital £m reserve £m £m
£m £m
At 31 March 2022 8.1 30.3 (0.1) 1.5 (12.8) 173.3 200.3
Comprehensive income:
Profit for the period - - - - - 11.0 11.0
Other comprehensive income/(expense):
Actuarial loss on retirement benefit obligations - - - - - (9.4) (9.4)
Fair value gain on currency hedges - - - 2.8 - - 2.8
Foreign currency translation adjustments - - - - (2.4) - (2.4)
Total other comprehensive income/(expense) - - - 2.8 (2.4) (9.4) (9.0)
Transactions with owners:
Shares Issued 0.8 17.3 - - - - 18.1
Dividends paid - - - - - (6.1) (6.1)
Value of employee services - - - - - 0.2 0.2
At 30 September 2022 8.9 47.6 (0.1) 4.3 (15.2) 169.0 214.5
Six months to 30 September 2021 (unaudited)
Ordinary Share Hedging Reserve Translation Retained Total
share premium Treasury £m reserve earnings £m
capital £m reserve £m £m
£m £m
At 31 March 2021 8.1 30.2 (0.1) (1.5) (16.4) 128.1 148.4
Comprehensive income:
Profit for the period - - - - - 13.3 13.3
Other comprehensive income/(expense):
Actuarial gain on retirement benefit obligations - - - - - 9.4 9.4
Fair value gain on currency hedges - - - 2.1 - - 2.1
Total other comprehensive income - - - 2.1 - 9.4 11.5
Transactions with owners:
Dividends paid - - - - - (6.6) (6.6)
Value of employee services - - - - - 0.7 0.7
At 30 September 2021 8.1 30.2 (0.1) 0.6 (16.4) 144.9 167.3
Year ended 31 March 2022 (audited)
Ordinary Share Hedging Reserve Translation Retained Total
share premium Treasury £m reserve earnings £m
capital £m reserve £m £m
£m £m
At 31 March 2021 8.1 30.2 (0.1) (1.5) (16.4) 128.1 148.4
Comprehensive income:
Profit for the year - - - - - 25.7 25.7
Other comprehensive income:
Actuarial gain on retirement benefit obligations - - - - - 27.5 27.5
Fair value gain on cash flow hedges - - - 3.0 - - 3.0
Foreign currency translation adjustments - - - - 3.6 - 3.6
Total other comprehensive income - - - 3.0 3.6 27.5 34.1
Transactions with owners:
Shares issued - 0.1 - - - - 0.1
Dividends paid - - - - - (9.1) (9.1)
Value of employee services - - - - - 1.1 1.1
At 31 March 2022 8.1 30.3 (0.1) 1.5 (12.8) 173.3 200.3
Notes to the accounts
Six months to 30 September 2022
1. Accounting policies
General information
The principal activities of Norcros plc ("the Company") and its subsidiaries
(together "the Group") are the design, manufacture and distribution of a range
of high quality and innovative bathroom and kitchen products mainly in the UK
and South Africa.
The Company is incorporated in England as a public company limited by shares.
The shares of the Company are listed on the London Stock Exchange market of
listed securities. The address of its registered office is Ladyfield House,
Station Road, Wilmslow, SK9 1BU, UK.
This condensed consolidated interim financial information was approved for
issue on 9 November 2022 and does not comprise statutory accounts within the
meaning of Section 434 of the Companies Act 2006 and has neither been audited
nor reviewed.
Basis of preparation
This condensed consolidated interim financial information for the six months
to 30 September 2022 has been prepared in accordance with the Disclosure and
Transparency Rules of the Financial Conduct Authority and with IAS 34,
'Interim financial reporting'.
The Directors consider, after making appropriate enquiries at the time of
approving the condensed consolidated interim financial information, that the
Company and the Group have adequate resources to continue in operational
existence and, accordingly, that it is appropriate to adopt the going concern
basis in the preparation of the condensed consolidated interim financial
information.
The condensed consolidated interim financial information should be read in
conjunction with the Annual Report and Accounts for the year ended 31 March
2022, which has been prepared in accordance with IFRS as adopted by the UK.
The Annual Report and Accounts was approved by the Board on 8 June 2022 and
delivered to the Registrar of Companies. The report of the external auditor on
the financial statements was unqualified.
Accounting policies
The principal accounting policies applied in the preparation of this condensed
consolidated interim financial information are included in the financial
report for the year ended 31 March 2022. These policies have been applied
consistently to all periods presented.
Taxes on income in the interim periods are accrued using the tax rate that
would be applicable to the expected total annual profits or losses.
Risks and uncertainties
The principal risks and uncertainties affecting the Group, together with the
approach to their mitigation, remain as set out on pages 36 to 40 in the 2022
Annual Report, which is available on the Group's website (www.norcros.com
(http://www.norcros.com) ). The principal risks stated were: coronavirus
(COVID-19) pandemic, acquisition risk, environmental, social and governance
(ESG), staff retention and recruitment, market conditions, loss of key
customers, competition, reliance on production facilities, loss of a key
supplier, information security and cyber risk, exchange rate risk, funding and
liquidity risk and pension scheme risk.
This interim statement includes comments on the outlook for the remaining six
months of the financial year.
Forward-looking statements
This interim statement contains forward-looking statements. Although the Group
believes that the expectations reflected in these forward-looking statements
are reasonable, it can give no assurance that these expectations will prove to
be correct. Due to the inherent uncertainties, including both economic and
business risk factors underlying such forward-looking information, actual
results may differ materially from those expressed or implied by these
forward-looking statements.
The Group undertakes no obligation to update any forward-looking statements,
whether as a result of new information, future events or otherwise.
Accounting estimates and judgements
The preparation of condensed consolidated interim financial information
requires management to make judgements, estimates and assumptions that affect
the application of accounting policies and the reported amount of assets and
liabilities, income and expense. Actual results may differ from these
estimates.
In preparing the condensed consolidated interim financial information, the
significant judgements made by management in applying the Group's accounting
policies and the key sources of estimation uncertainty were the same as those
applied to the consolidated financial statements for the year ended 31 March
2022.
2. Segmental reporting
The Group operates in two main geographical areas: the UK and South Africa.
All inter-segment transactions are made on an arm's length basis. The chief
operating decision maker, which is considered to be the Board, assesses
performance and allocates resources based on geography as each segment has
similar economic characteristics, complementary products, distribution
channels and regulatory environments.
Notes 6 months to 30 September 2022 (unaudited)
UK South Group
£m Africa £m
£m
Revenue 142.8 77.1 219.9
Underlying operating profit 16.3 5.7 22.0
IAS 19R administrative expenses (1.0) - (1.0)
Acquisition related costs 4 (4.8) (0.1) (4.9)
Operating profit 10.5 5.6 16.1
Finance costs (net) (2.1)
Profit before taxation 14.0
Taxation 6 (3.0)
Profit for the period 11.0
Net debt 8 (58.9)
Notes 6 months to 30 September 2021 (unaudited)
UK South Group
£m Africa £m
£m
Revenue 130.8 70.1 200.9
Underlying operating profit 17.0 5.0 22.0
IAS 19R administrative expenses (0.9) - (0.9)
Acquisition related costs 4 (1.8) (0.1) (1.9)
Operating profit 14.3 4.9 19.2
Finance costs (net) (1.5)
Profit before taxation 17.7
Taxation 6 (4.4)
Profit for the period 13.3
Net cash 8 1.0
Notes Year ended 31 March 2022 (audited)
UK South Group
£m Africa £m
£m
Revenue 256.7 139.6 396.3
Underlying operating profit 30.9 10.9 41.8
IAS 19R administrative expenses (1.7) - (1.7)
Acquisition related costs 4 (4.6) (0.2) (4.8)
Exceptional operating items 4 0.9 - 0.9
Operating profit 25.5 10.7 36.2
Finance costs (net) (3.2)
Profit before taxation 33.0
Taxation 6 (7.3)
Profit for the period 25.7
Net cash 8 8.6
There are no differences from the last Annual Report in the basis of
segmentation or in the basis of measurement of segment profit or loss.
3. Alternative performance measures
The Group makes use of a number of alternative performance measures to assess
business performance and provide additional useful information to
shareholders. Such alternative performance measures should not be viewed as a
replacement of, or superior to, those defined by Generally Accepted Accounting
Principles (GAAP). Definitions of alternative performance measures used by the
Group and, where relevant, reconciliations from GAAP-defined reporting
measures to the Group's alternative performance measures are provided below.
The alternative performance measures used by the Group are:
Measure Definition
Underlying operating profit Operating profit before IAS 19R administrative expenses, acquisition related
costs and exceptional operating items
Underlying profit before taxation Profit before taxation before IAS 19R administrative expenses, acquisition
related costs, exceptional operating items, amortisation of costs of raising
finance, net movement on fair value of derivative financial instruments,
discounting of property lease provisions and finance costs relating to pension
schemes
Underlying taxation Taxation on underlying profit before tax
Underlying earnings Underlying profit before tax less underlying taxation
Underlying operating margin Underlying operating profit expressed as a percentage of revenue
Basic underlying earnings per share Underlying earnings divided by the weighted average number of shares for basic
earnings per share
Diluted underlying earnings per share Underlying earnings divided by the weighted average number of shares for
diluted earnings per share
Underlying EBITDA Underlying EBITDA is derived from underlying operating profit before
depreciation and amortisation excluding the impact of IFRS16 in line with our
banking covenants
Underlying operating cash flow Cash generated from continuing operations before cash outflows from
exceptional items and acquisition related costs and pension fund deficit
recovery contributions
Underlying net (debt)/cash Underlying net (debt)/cash is the net of cash, capitalised costs of raising
finance and total borrowings. IFRS16 lease commitments are not included in
line with our banking covenants
Underlying profit and underlying earnings per share measures provide
shareholders with additional useful information on the underlying performance
of the Group. This is because these measures are those principally used by the
Directors to assess the performance of the Group and are used as the basis for
calculating the level of annual bonus and long-term incentives earned by the
Directors. The term 'underlying' is not recognised under IFRS and consequently
the Group's definition of underlying may differ from that used by other
companies.
Reconciliations from GAAP-defined reporting measures to the Group's
alternative performance measures:
Condensed Consolidated Income Statement
(a) Underlying profit before taxation and underlying earnings
6 months to 6 months to Year ended
30 September 30 September 31 March
2022 2021 2022
(unaudited) (unaudited) (audited)
£m £m £m
Profit before taxation 14.0 17.7 33.0
Adjusted for:
IAS 19R administrative expenses 1.0 0.9 1.7
Acquisition related costs 4.9 1.9 4.8
Exceptional operating items - - (0.9)
Amortisation of costs of raising finance 0.2 0.1 0.2
Discounting of property lease provisions - 0.1 0.1
IAS 19R finance (income)/cost (0.2) 0.2 0.4
Underlying profit before taxation 19.9 20.9 39.3
Taxation attributable to underlying profit before taxation (4.1) (4.4) (7.8)
Underlying earnings 15.8 16.5 31.5
(b) Underlying EBITDA
6 months to 6 months to Year ended
30 September 30 September 31 March
2022 2021 2022
(unaudited) (unaudited) (audited)
£m £m £m
Operating profit 16.1 19.2 36.2
Adjusted for:
IAS 19R administrative expenses 1.0 0.9 1.7
Acquisition related costs 4.9 1.9 4.8
Exceptional operating items - - (0.9)
Underlying operating profit 22.0 22.0 41.8
Depreciation and amortisation (owned assets) 2.5 2.5 5.2
Depreciation of leased assets 2.4 2.1 4.1
Lease costs (excluding onerous lease payments) (3.3) (2.8) (5.7)
Underlying EBITDA (pre-IFRS 16) 23.6 23.8 45.4
Condensed Consolidated Statement of Cash Flow
Underlying operating cash flow
6 months to 6 months to Year ended
30 September 30 September 31 March
2022 2021 2022
(unaudited) (unaudited) (audited)
£m £m £m
Cash generated from continuing operations (note 10) 11.6 6.0 23.6
Adjusted for:
Cash flows from exceptional items and acquisition related costs 2.6 0.3 1.7
Pension fund deficit recovery contributions 1.9 1.7 3.3
Underlying operating cash flow 16.1 8.0 28.6
4. Acquisition related costs
An analysis of acquisition related costs is shown below.
6 months to 6 months to Year ended
30 September 30 September 31 March
2022 2021 2022
(unaudited) (unaudited) (audited)
£m £m £m
Acquisition related costs
Intangible asset amortisation(1) 3.1 1.9 3.7
Advisory Fees(2) 1.5 - 1.1
Deferred remuneration(3) 0.3 - -
4.9 1.9 4.8
1 Non-cash amortisation charges in respect of acquired intangible
assets.
2 Professional advisory fees incurred in connection with the Group's
business combination activities.
3 Deferred consideration payable to the divisional employees of the
acquired business is required to be treated as remuneration, and, accordingly,
is expensed to the Income Statement as incurred over the period of the related
agreement.
5. Earnings per share
Basic and diluted earnings per share
Basic earnings per share (EPS) is calculated by dividing the profit
attributable to shareholders by the weighted average number of ordinary shares
in issue during the period, excluding those held in the Norcros Employee
Benefit Trust. For diluted EPS, the weighted average number of ordinary shares
in issue is adjusted to assume conversion of all potential dilutive ordinary
shares.
The calculation of EPS is based on the following profits and numbers of
shares:
6 months to 6 months to Year ended
30 September 30 September 31 March
2022 2021 2022
(unaudited) (unaudited) (audited)
£m £m £m
Profit for the period 11.0 13.3 25.7
6 months to 6 months to Year ended
30 September 30 September 31 March
2022 2021 2022
(unaudited) (unaudited) (audited)
Number Number Number
Weighted average number of shares for basic earnings per share 87,121,128 80,851,862 80,887,240
Share options 1,443,078 1,542,475 1,504,604
Weighted average number of shares for diluted earnings per share 88,564,206 82,394,337 82,391,844
6 months to 6 months to Year ended
30 September 30 September 31 March
2022 2021 2022
(unaudited) (unaudited) (audited)
Basic earnings per share:
From profit for the period 12.6p 16.4p 31.8p
Diluted earnings per share:
From profit for the period 12.4p 16.1p 31.2p
Basic and diluted underlying earnings per share
Basic and diluted underlying earnings per share have also been provided which
reflect underlying earnings from continuing operations divided by the weighted
average number of shares set out above.
6 months to 6 months to Year ended
30 September 30 September 31 March
2022 2021 2022
(unaudited) (unaudited) (audited)
£m £m £m
Underlying earnings for the period (note 3) 15.8 16.5 31.5
6 months to 6 months to Year ended
30 September 30 September 31 March
2022 2021 2022
(unaudited) (unaudited) (audited)
Basic underlying earnings per share 18.1p 20.4p 38.9p
Diluted underlying earnings per share 17.8p 20.0p 38.2p
6. Taxation
Taxation comprises:
6 months to 6 months to Year ended
30 September 30 September 31 March
2022 2021 2022
(unaudited) (unaudited) (audited)
£m £m £m
Current
UK taxation 1.3 1.8 3.6
Overseas taxation 2.0 2.3 4.7
Prior year adjustment - - (0.1)
Total current taxation 3.3 4.1 8.2
Deferred
Origination and reversal of temporary differences (0.3) 0.3 (0.9)
Total tax charge 3.0 4.4 7.3
Current tax expense is recognised based on management's estimate of the
weighted average annual income tax rate expected for the full financial year.
In the Spring Budget 2021, the Government announced that from 1 April 2023 the
corporation tax rate would increase to 25%. This new law was substantively
enacted on 24 May 2021 and deferred tax balances were remeasured to either 19%
or 25% depending on when the Directors expect these timing differences to
reverse, in the year ended 31 March 2022.
Deferred tax assets and liabilities are offset when there is a legally
enforceable right to offset current tax assets against current tax liabilities
and when the deferred income taxes relate to the same fiscal authority.
The movement on the deferred tax account is as shown below:
6 months to 6 months to Year ended
30 September 30 September 31 March
2022 2021 2022
(unaudited) (unaudited) (audited)
£m £m £m
Deferred tax liability at the beginning of the period (9.4) (0.5) (0.5)
Credited/(charged) to the Consolidated Income Statement 0.3 (0.3) 0.9
Credited to the Consolidated Statement of Comprehensive Income 2.5 (2.2) (9.8)
Deferred tax liability recognised on acquisition (10.7) - -
Deferred tax liability at the end of the period (17.3) (3.0) (9.4)
6 months to 6 months to Year ended
30 September 30 September 31 March
2022 2021 2022
(unaudited) (unaudited) (audited)
£m £m £m
Accelerated capital allowances (0.1) - (0.1)
Other timing differences 1.3 1.6 2.0
Deferred tax liability relating to intangible assets (16.5) (6.1) (6.4)
Deferred tax (liability)/asset relating to pension surplus/deficit (2.0) 1.5 (4.9)
Deferred tax liability at the end of the period (17.3) (3.0) (9.4)
7. Finance costs
6 months to 6 months to Year ended
30 September 30 September 31 March
2022 2021 2022
(unaudited) (unaudited) (audited)
£m £m £m
Finance costs
Interest payable on bank borrowings 1.2 0.3 0.8
Interest on lease liabilities 0.9 0.8 1.7
Amortisation of costs of raising debt finance 0.2 0.1 0.1
Discounting of property lease provisions - 0.1 0.2
Finance costs 2.3 1.3 2.8
8. Borrowings
At At At
30 September 30 September 31 March
2022 2021 2022
(unaudited) (unaudited) (audited)
£m £m £m
Non-current
Bank borrowings (unsecured):
- bank loans 91.0 26.0 20.0
- less: costs of raising finance (1.0) (0.2) (1.2)
Total non-current 90.0 25.8 18.8
The fair value of bank loans equals their carrying amount as they bear
interest at floating rates.
The repayment terms of borrowings are as follows:
At At At
30 September 30 September 31 March
2022 2021 2022
(unaudited) (unaudited) (audited)
£m £m £m
Not later than one year - - -
After more than one year:
- between one and two years - 26.0 -
- between two and five years 91.0 - 20.0
- costs of raising finance (1.0) (0.2) (1.2)
Total borrowings 90.0 25.8 18.8
The Group has a multicurrency £130m revolving credit facility (plus a £70m
uncommitted accordion facility) with four lenders. The facility has a maturity
date of October 2025.
Net debt
The Group's net debt is calculated as follows:
At At At
30 September 30 September 31 March
2022 2021 2022
(unaudited) (unaudited) (audited)
£m £m £m
Cash and cash equivalents 31.1 26.8 27.4
Total borrowings (90.0) (25.8) (18.8)
Net (debt)/cash (58.9) 1.0 8.6
9. Called up share capital
At At At
30 September 30 September 31 March
2022 2021 2022
(unaudited) (unaudited) (audited)
£m £m £m
Issued and fully paid
89,271,813 (September 2021: 80,975,309, March 2022: 81,052,426) ordinary 8.9 8.1 8.1
shares of 10p each
During the period 8,088,700 ordinary shares were issued as an equity placing
ahead of the Grant Westfield acquisition resulting in a share premium of
£17.2m. 130,687 ordinary shares of 10p were also issued to satisfy vesting of
options under the Company's SAYE and DBP share schemes.
10. Consolidated Cash Flow Statements
(a) Cash generated from operations
6 months to 6 months to Year ended
30 September 30 September 31 March
2022 2021 2022
(unaudited) (unaudited) (audited)
£m £m £m
Profit before taxation 14.0 17.7 33.0
Adjustments for:
- IAS 19R administrative expenses included in the Income Statement 1.0 0.9 1.7
- acquisition related costs included in the Income Statement 4.9 1.9 4.8
- exceptional operating items included in the Income Statement - - (0.9)
- cash flows from exceptional items and acquisition related costs (2.6) (0.3) (1.7)
- settlement of share options - - -
- depreciation of property, plant and equipment 2.4 2.3 5.1
- underlying amortisation 0.1 0.2 0.1
- depreciation of right of use assets 2.4 2.1 4.1
- finance costs included in the Income Statement 2.3 1.3 2.8
- pension fund deficit recovery contributions (1.9) (1.7) (3.3)
- IAS 19R finance (income)/cost included in the Income Statement (0.2) 0.2 0.4
- IFRS2 Charges 0.2 0.7 1.1
Operating cash flows before movements in working capital 22.6 25.3 47.2
Changes in working capital:
- increase in inventories (8.3) (18.2) (22.7)
- decrease/(increase) in trade and other receivables 0.1 (8.2) (5.1)
- (decrease)/increase in trade and other payables (2.8) 7.1 4.2
Cash generated from operations 11.6 6.0 23.6
Cash flows from exceptional items and acquisition related costs includes
expenditure charged to exceptional provisions relating to onerous lease costs,
acquisition related costs (excluding deferred remuneration) and other business
rationalisation and restructuring costs.
(b) Analysis of net (debt)/cash
Net cash and current borrowings Non-current borrowings Underlying net cash/ Lease Liabilities Net debt
(debt)
£m £m
£m £m
£m
At 1 April 2022 27.4 (18.8) 8.6 (24.0) (15.4)
Cash flow 4.2 (71.0) (66.8) 3.3 (63.5)
Non-cash finance costs - (0.2) (0.2) (0.9) (1.1)
Other non-cash movements - - - (4.3) (4.3)
Exchange movements (0.5) - (0.5) 0.5 -
At 30 September 2022 31.1 (90.0) (58.9) (25.4) (84.3)
Net cash and current borrowings Non-current borrowings Underlying net cash/ Lease Liabilities Net debt
(debt)
£m £m
£m £m
£m
At 1 April 2021 28.3 (17.8) 10.5 (24.2) (13.7)
Cash flow (1.5) (8.0) (9.5) 3.2 (6.3)
Non-cash finance costs - - - (0.9) (0.9)
Other non-cash movements - - - (1.8) (1.8)
At 30 September 2021 26.8 (25.8) 1.0 (23.7) (22.7)
Net cash and current borrowings Non-current borrowings Underlying net cash/ Lease Liabilities Net debt
(debt)
£m £m
£m £m
£m
At 1 April 2021 28.3 (17.8) 10.5 (24.2) (13.7)
Cash flow (2.5) (2.0) (4.5) 6.4 1.9
Non-cash finance costs - 1.0 1.0 (1.7) (0.7)
Other non-cash movements - - - (3.8) (3.8)
Exchange movements 1.6 - 1.6 (0.7) 0.9
At 1 April 2022 27.4 (18.8) 8.6 (24.0) (15.4)
11. Dividends
A final dividend in respect of the year ended 31 March 2022 of £6.1m (6.9p
per 10p ordinary share) was paid on 29 July 2022.
On 9 November 2022 the Board declared an interim dividend in respect of the
year ended 31 March 2023 of 3.4p per 10p ordinary share. This dividend is
payable on 10 January 2023 to shareholders on the register on 25 November 2022
and is not reflected in this condensed consolidated interim financial
information. The shares will be quoted ex-dividend on 24 November 2022.
Norcros operates a Dividend Reinvestment Plan (DRIP). If a shareholder wishes
to use the DRIP the latest date to elect for this in respect of this interim
dividend is 16 December 2022.
12. Retirement benefit obligations
(a) Pension costs
Norcros Security Plan
The Norcros Security Plan (the "Plan"), the principal UK pension scheme of the
Group's UK subsidiaries, is funded by a separate trust fund which operates
under UK trust law and is a separate legal entity from the Company. The Plan
is governed by a Trustee board which is required by law to act in the best
interests of the Plan members and is responsible for setting policies together
with the Company. It is predominantly a defined benefit scheme with a modest
element of defined contribution benefits. The scheme is closed to new members
and future accrual with effect from 1 April 2013, although active members
retain a salary link.
The valuation used for IAS 19R disclosures has been produced by Isio (formerly
KPMG), a firm of qualified actuaries, to take account of the requirements of
IAS 19R in order to assess the liabilities of the scheme at 30 September 2022.
Scheme assets are stated at their market value at 30 September 2022.
(b) IAS 19R, 'Retirement benefit obligations'
The principal assumptions used to calculate the scheme liabilities of the
Norcros Security Plan under IAS 19R are:
At At At
30 September 30 September 31 March
2022 2021 2022
Discount rate 5.25% 2.05% 2.75%
Inflation rate (RPI) 3.55% 3.45% 3.70%
Inflation (CPI) 2.75% 2.55% 2.90%
Salary increases 3.00% 2.80% 3.15%
The amounts recognised in the Condensed Consolidated Balance Sheet are
determined as follows:
At At At
30 September 30 September 31 March
2022 2021 2022
(unaudited) (unaudited) (audited)
£m £m £m
Total market value of scheme assets 287.3 410.5 387.9
Present value of scheme liabilities (279.1) (416.6) (368.3)
Pension surplus/(deficit) 8.2 (6.1) 19.6
13. Business combinations
On 31 May 2022, the Group acquired 100% of the ordinary share capital of
Granfit Holdings Ltd and subsidiaries (Grant Westfield), a market leading
designer, manufacturer and supplier of waterproof bathroom panels in the UK.
Full details of the acquisition are provided on the Group's website
(www.norcros.com (http://www.norcros.com/) ).
The following table summarises the consideration paid for Grant Westfield and
the provisional fair value of the assets acquired and the liabilities assumed:
£m
Consideration
Cash paid 78.3
Cash acquired 38.4
Deferred consideration 9.0
125.7
£m
Recognised amounts of identifiable assets and liabilities
Intangible assets 42.2
Property, plant and equipment 1.1
Right of use assets 2.0
Inventories 4.8
Trade and other receivables 10.7
Cash 38.4
Trade and other payables (7.8)
Current tax liabilities (0.3)
Deferred tax liability (10.7)
Lease liabilities (2.0)
Total identifiable net assets 78.4
Goodwill 47.3
Total 125.7
The Group has determined the provisional fair values of Grant Westfield's
assets and liabilities with intangible assets recognised of £42.2m and a
deferred tax liability of £10.7m mainly arising from the recognition of
acquired intangible assets.
In most business combinations there is an element of cost which cannot be
allocated against the individual assets and liabilities acquired. This
residual amount is recognised as goodwill and is supported by a number of
factors which do not meet the criteria required for them to be treated as
intangible assets. In this case the most significant elements relate to Grant
Westfield's unique product portfolio and its knowledgeable workforce. It is
not expected at this stage that any of the goodwill will be deductible for tax
purposes.
Total costs relating to the transaction of £2.6m have been expensed to the
Consolidated Income Statement and included within acquisition related costs of
£1.1m recognised in the year ended 31 March 2022 and the remaining £1.5m
recognised in the year to 31 March 2023.
The deferred consideration of £9m is dependent on the financial performance
of Grant Westfield over the next three years and to the extent that
performance criteria are met will be paid in the year ended 31 March 2026. As
part of the transaction, a long-term incentive scheme has been put in place
for key Grant Westfield management staff which is also dependent on the
financial performance of Grant Westfield over the next three years. The
maximum amount and current expectation is that £3.0m will be payable under
this scheme which will be treated as deferred remuneration and included within
acquisition related costs in the Consolidated Income Statement.
The revenue included in the Condensed Consolidated Statement of Comprehensive
Income since 31 May 2022 contributed by Grant Westfield is £16.5m.
The net cash outflow from the transaction reported within investing activities
was as follows:
£m
Cash consideration 116.7
Cash acquired (38.4)
Net cash outflow reported in the Condensed Consolidated Statement of Cash Flow 78.3
In addition to the above, a cash outflow of £2.6m relating to costs incurred
in respect of the transaction has been included within cash generated from
continuing operations, such that the total net cash outflow from the
acquisition in the period was £80.9m. Net proceeds from the equity raise were
£18.1m resulting in an overall impact on net debt of £62.8m.
14. Related party transactions
The remuneration of executive and non-executive Directors will be disclosed in
the Group's Annual Report for the year ending 31 March 2023.
15. Financial risk management and financial instruments
Financial risk factors
The Group's operations expose it to a variety of financial risks: market risk
(including currency risk, interest rate risk and energy price risk); credit
risk; and liquidity risk. An explanation of these risks and how the Group
manages them is set out on page 130 and 131 of the Group's 2022 Annual Report.
The interim financial information does not include all financial risk
management information and disclosures required in annual financial
statements; they should be read in conjunction with the Group's 2022 Annual
Report. There have been no material changes in the risk management process or
in any risk management policies since the year end.
Statement of Directors' responsibilities
The Directors confirm that this condensed consolidated interim financial
information has been prepared in accordance with International Accounting
Standard 34, 'Interim financial reporting', as adopted by the European Union
and that the Interim Report includes a fair review of the information required
by DTR 4.2.7 and DTR 4.2.8, namely:
· an indication of important events that have occurred during the first six
months and their impact on the condensed consolidated interim financial
information and a description of the principal risks and uncertainties for the
remaining six months of the financial year; and
· material related party transactions in the first six months and any changes
in the related party transactions disclosed in the last Annual Report.
The Directors of Norcros plc and their respective responsibilities are as
presented on our website www.norcros.com.
By order of the Board
Nick Kelsall
James Eyre
Chief Executive Officer Chief Financial
Officer
9 November 2022
9 November 2022
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